Mill Pond's Daniel Farb to H&R REIT's Trustees: If Unitholders Vote AGAINST on November 13, Terminate the Arrangement, Restore Monthly Distributions, Sell the Industrial Portfolio, and Refresh the Board

TORONTO, Nov. 2, 2026 /CNW/ -- Daniel Farb, Managing Member of Mill Pond Capital, LLC ("Mill Pond"), today released the letter below to the independent trustees of H&R Real Estate Investment Trust (TSX: HR.UN) ("H&R"). Mr. Farb, Mill Pond and related entities together own or control approximately 2.9 million H&R units.

Cassels Brock & Blackwell LLP is acting as Canadian legal counsel to Mr. Farb and Mill Pond.

The full text of the letter follows.

November 2, 2026

Independent Trustees, H&R Real Estate Investment Trust
Attention: Stephen Gross, Independent Lead Trustee
3625 Dufferin Street, Suite 500, Toronto, Ontario M3K 1N4

To the Independent Trustees:

I am writing to follow up on my letter dated October 7, 2026 and the October 27, 2026 report by Institutional Shareholder Services Inc. ("ISS") recommending that unitholders vote AGAINST the proposed transaction involving H&R Real Estate Investment Trust ("H&R") and GO Residential REIT (the "Transaction").

Mr. Farb, Mill Pond Capital, LLC ("Mill Pond") and related entities now own or control approximately 2.9 million H&R units. In addition to the approximately 2.2 million units that have already been voted AGAINST the Transaction, Mill Pond intends to vote the approximately 700,000 additional units AGAINST the Transaction at the November 13, 2026 special meeting, to the extent such additional units are eligible to be voted.

The vote should proceed on November 13 as scheduled. If the Transaction is not approved, Mill Pond requests that the Trustees, within five business days of the special meeting:

1. terminate the arrangement agreement, which the Trustees are entitled to do if the resolution is not approved and which, if no competing acquisition proposal is made before the meeting and the Board has not changed its recommendation, cannot trigger any termination fee, and reinstate the monthly distribution suspended under that agreement;
2. constitute a committee of independent trustees, excluding Mr. Hofstedter and Ms. Morrow, with a mandate to sell the industrial portfolio on a standalone basis at or above the prices that Blackstone and Crestpoint have already agreed to pay, to complete the sale of the Caledon lands, and to apply the net proceeds to reducing debt and expeditiously repurchasing units at the current discount to net asset value, or if advantageous from a tax perspective, distributing cash to unitholders; and
3. reconstitute the Board by replacing at least four current trustees with independent nominees who are mutually acceptable to H&R's Board and Mill Pond and who have experience in public-REIT capital allocation and asset sales.

These steps would treat all unitholders equally, as set out in my October 7 correspondence, and would be a positive step toward reducing the large gap between H&R's unit price and its reported net asset value. If the Board does not take these steps within that time, I intend to pursue all remedies available to me as a unitholder, which may include nominating trustee candidates at the first meeting of unitholders at which trustees can be elected, and to use every right the Declaration of Trust gives a unitholder to see that they are elected.

I would welcome a discussion with the Independent Trustees or their counsel at any time.

Sincerely,

Daniel Farb
Managing Member
Mill Pond Capital, LLC
[email protected] | 617-901-1943

Information in Support of Public Broadcast Solicitation.

This letter and the accompanying news release are published by Daniel Farb, a unitholder of H&R and the Managing Member of Mill Pond Capital, LLC, and by Mill Pond Capital, LLC ("Mill Pond"), which exercises control or direction over H&R units, as a public announcement of how they intend to vote at the special meeting and the reasons for that decision, within paragraph (i) of the definition of "solicit" in section 1.1 of National Instrument 51-102 – Continuous Disclosure Obligations ("NI 51-102"), and as a communication by unitholders concerning the business and affairs of H&R, including the proposals contained in H&R's management information circular dated October 2, 2026 (the "Circular"), within paragraph (k) of that definition. No form of proxy accompanies this letter, and neither Mr. Farb nor Mill Pond is requesting a proxy from any unitholder, is requesting that any unitholder execute, not execute or revoke a proxy, or is seeking, directly or indirectly, the power to act as proxyholder for any unitholder.

The information contained in this letter and the accompanying news release does not and is not meant to constitute a solicitation of a proxy within the meaning of applicable securities laws. Notwithstanding the foregoing, Mr. Farb and Mill Pond are voluntarily providing the disclosure required under section 9.2(4) of NI 51-102 in accordance with securities laws applicable to public broadcast solicitations. Any solicitation made by Mr. Farb or Mill Pond in advance of the special meeting is, or will be, as applicable, made by Mr. Farb and Mill Pond, and not by or on behalf of the management of H&R. All costs incurred for any solicitation will be borne by Mr. Farb and Mill Pond, who will not seek reimbursement from H&R. Any proxies solicited by Mr. Farb or Mill Pond may be solicited in reliance upon the public broadcast exemption to the solicitation requirements under applicable Canadian securities laws, conveyed by way of public broadcast, including press release, speech or publication, and by any other manner permitted under applicable Canadian securities laws; in addition, solicitation may be made by mail, telephone, e-mail or other electronic means and in person by Mr. Farb, in accordance with applicable Canadian securities laws. No soliciting agent has been retained. A unitholder who has given a proxy may revoke it at any time before it is exercised, in the manner and within the time described in the Circular (for registered unitholders, by voting again on the internet or by telephone, or by a written instrument delivered to H&R before the last business day preceding the meeting, and for non-registered unitholders, through their intermediary) or in any other manner permitted by law. Other than as unitholders of H&R in respect of the Transaction, neither Mr. Farb nor Mill Pond nor, to their knowledge, any of their respective associates or affiliates has any material interest, direct or indirect, by way of beneficial ownership of securities or otherwise, in any matter to be acted upon at the special meeting. Neither Mr. Farb nor Mill Pond is nominating or proposing to nominate any individual for election as a trustee of H&R, at the special meeting or otherwise, at this time; if either of them nominates or proposes to nominate any individual in the future, the information required by Form 51-102F5 in respect of that individual will be filed before any solicitation in respect of that nomination. Other than the investment management arrangements under which Mill Pond exercises control or direction over the units referred to above, neither Mr. Farb nor Mill Pond has any agreement, commitment or understanding with any other unitholder regarding the voting of H&R units or the election or removal of trustees of H&R. Based upon publicly available information, H&R's registered office and head office are located at 3625 Dufferin Street, Suite 500, Toronto, Ontario M3K 1N4. A copy of this news release may be obtained on H&R's SEDAR+ profile at www.sedarplus.ca. Unless otherwise noted, figures are taken from H&R's public disclosure, including the Circular. This letter does not constitute investment, tax or legal advice. Mr. Farb and Mill Pond may increase or decrease their position in H&R at any time, subject to applicable law.

Forward-Looking Information. 

Certain statements in this letter and the accompanying news release, including statements regarding the Transaction, the outcome of the vote at the special meeting and the intentions of Mr. Farb and Mill Pond, contain forward-looking information within the meaning of applicable Canadian securities laws. Forward-looking information is not based on historical facts but on current expectations and assumptions, and is subject to risks and uncertainties that could cause actual results to differ materially. Except as required by law, Mr. Farb and Mill Pond undertake no obligation to update or revise any forward-looking information. Information in this letter about H&R, GO Residential REIT and the Transaction is based on publicly available information, including the Circular, which Mr. Farb and Mill Pond have not independently verified.

SOURCE Mill Pond Capital, LLC